SEC Form 4

FORM 4

[ ] Check this box if no longer
subject to Section 16. Form 4 or Form
5 obligations may continue.
See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility
Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

SCHRAGER, RONALD E.

(Last) (First) (Middle)

1601 Washington Avenue, 8th Floor

(Street)

Miami Beach, FL 33139

(City) (State) (Zip)

2. Issuer Name
and Ticker or Trading Symbol

LNR Property Corporation
LNR

3. I.R.S. Identification
    Number of Reporting
    Person, if an entity
    (voluntary)

4. Statement for
(Month/Day/Year

04/28/2003

5. If Amendment,
Date of Original
(Month/Day/Year)

6. Relationship of Reporting Person(s) to Issuer

(Check all applicable)

Director 10% Owner

X Officer (give title below) Other (specify below)

Description Vice President - President, Finance & Servicing Division

7. Individual or Joint/Group
Filing (Check Applicable Line)

X Form filed by One Reporting Person

Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1. Title of Security
(Instr. 3)

2.Transaction
Date
(Month/Day/Year)

2A. Deemed Execution Date, if any
(Month/Day/Year)

3. Transaction
Code
(Instr. 8)

4. Securities Acquired (A) or Disposed Of (D)
(Instr. 3, 4, and 5)

5. Amount of
    Securities
    Beneficially
    Owned Following
    Reported Transaction(s)

    (Instr. 3 and 4)

6. Owner-
    ship
    Form:
    Direct (D)
    or
    Indirect (I)

    (Instr. 4)

7. Nature of
     Indirect
     Beneficial
     Ownership

    (Instr. 4)

Code

Amount

A/D

Price

Common Stock

298

By Savings Plan

Common Stock

32,213

Common Stock

25,000 (1)

Common Stock

100,000 (2)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned

(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security
(Instr. 3)

2. Conver-
    sion or
    Exercise
    Price of
    Deri-
    vative
    Security

3. Transaction Date

(Month/
Day/
Year)

3A. Deemed Execution Date, if any

(Month/
Day/
Year)

4. Transaction Code
(Instr.8)

5. Number of Derivative
    Securities Acquired (A)
    or Disposed Of (D)

    (Instr. 3, 4 and 5)

6. Date Exercisable(DE) and
Expiration Date(ED)
(Month/Day/Year)

7. Title and Amount of
Underlying Securities
(Instr. 3 and 4)

8. Price
    of
    Derivative
    Security
    (Instr.5)

9. Number of
    Derivative
    Securities
    Beneficially
    Owned
    Following
    Reported
    Transaction(s)
    (Instr.4)

10. Owner-
ship
Form of
Deriv-
ative
Securities:
Direct (D)
or
Indirect (I)

(Instr.4)

11. Nature of
      Indirect
      Beneficial
      Ownership
      (Instr.4)

Code

Title

Amount or Number of Shares

Common Stock Options

$24.8125

10/31/1998

10/30/2007

Common Stock

37,500

Common Stock Options

$17.3125

01/01/1999

12/14/2007

Common Stock

16,152

Common Stock Options

$18.15625

01/28/2001

01/27/2010

Common Stock

10,000

Common Stock Options

$26.84375

01/17/2002

01/16/2011

Common Stock

10,000

Common Stock Options

$31.30

01/02/2003

01/01/2012

Common Stock

10,000

Common Stock Options

$34.80

04/09/2004

04/08/2013

Common Stock

10,000

Stock Purchase Agreement (3)

$28.80

04/01/2002

04/01/2006

Common Stock

7,038

Stock Purchase Agreement (4)

$36.00

04/01/2003

03/30/2007

Common Stock

4,899

Stock Purchase Agreement (5)

$35.07

04/28/2003

4,703

04/01/2004

04/01/2008

Common Stock

4,703

Explanation of Responses:

(1) Restricted shares held pursuant to the 2000 Stock Option and Restricted Stock Plan, with 12,500 shares vesting on each of 1/19/04 and 1/19/05.

(2) Restricted shares held pursuant to the 2000 Stock Option and Restricted Stock Plan, with 20,000 shares vesting on each of 4/8/04, 4/8/05, 4/8/06, 4/8/07 and 4/8/08.

(3) Represents a signed purchase agreement under the 2001 Senior Officer Stock Purchase Plan. On April 1st of each year from 2004 through 2006, Mr. Schrager will make purchases of LNR common stock. These purchases will total 7,038 shares.

(4) Represents a signed purchase agreement under the 2001 Senior Officer Stock Purchase Plan. On April 1, 2004 and 2005, March 31, 2006 and March 30, 2007, Mr. Schrager will make purchases of LNR common stock. These purchases will total 4,899 shares.

(5) Represents a signed purchase agreement under the 2001 Senior Officer Stock Purchase Plan. On April 1, 2004 and 2005, March 31, 2006, March 30, 2007 and April 1, 2008, Mr. Schrager will make purchases of LNR common stock. These purchases will total 4,703 shares.

By:	Date:
/s/ Steven Bjerke as Attorney-In-Fact	04/30/2003
Steven Bjerke as Attorney-In-Fact for Ronald E. Schrager
** Signature of Reporting Person	SEC 1474 (9-02)
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. * If the form is filed by more than one reporting person, see Instruction 4(b)(v). ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

SCHRAGER RONALD 4